Why Aren't Exec Heads Rolling at Wells Fargo?

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It's become an all too familiar story – a big bank is caught doing something bad, it pays a fine, some lower-level employees are let go while higher-level executives appear to get off scot-free and no criminal charges are assessed.

Wells Fargo became the latest example of that cycle, when it paid $190 million in fines and restitution after some 5,300 employees were caught opening more than 2 million unauthorized bank and credit card accounts.

Despite the large fine and the bank's termination of involved employees, consumer advocates, industry stakeholders and even many in the public at large were left fuming because no criminal charges were filed and higher-level executives escaped seemingly unscathed. Though Wells insisted the problems were not systemic, others were not convinced.

"We'd like to see a full investigation at the top of Wells Fargo given these systemic and illegal practices," said Paulina Gonzalez, the executive director of the California Reinvestment Coalition in San Francisco, who said the lower-level employees who were fired were being "scapegoated."

"This is something that we believe doesn't happen at the low end of the worker level; it often comes from the top and pressure from the top for sales," she said.

That was a sentiment widely shared on social media, particularly on Twitter, where consumers and others were skeptical that more than 5,000 employees – located across the country – engaged in similar behavior without higher-level executives being responsible for it.

Activist investor Gerald R. Armstrong said the situation raises serious questions about the quality of the San Francisco bank's corporate governance.

"They need a change in leadership, a change in the board of directors and a change in accounting firms," said Armstrong, who has prodded Wells for a decade to separate its chairman and CEO positions. "The acid test has been completed now and they have failed."

Wells confirmed that it fired more than 5,000 employees over a four-year period from 2011 to 2014, but a spokeswoman declined to say how many branch or regional managers have been fired. The bank also declined to comment on whether any high-level executives left the firm as a result of the settlement with the Los Angeles City Attorney, the Consumer Financial Protection Bureau and the Office of the Comptroller of the Currency.

Federal Reserve Gov. Daniel Tarullo wouldn't speak directly to the Wells case, but gave critics of the settlement more ammunition by saying that regulators need to hold individual bankers accountable.

"There is a need, I think, for a focus on individuals as well as the fines put on the institutions," Tarullo said during an interview on CNBC, when asked about Wells. "In appropriate cases, prohibition orders [and] — obviously this is a much higher standard — but for Justice Department prosecutions are things that do need to be pursued in order to make the point that there is individual culpability as well as collective [responsibility]."

Lawmakers also pledged to look into the issue, with Rep. Maxine Waters, the top Democrat on the House Financial Services Committee, saying the settlement with federal regulators echoed many of the same practices from the financial crisis.

"Either more must be done to continue to reform bank compensation systems to ensure that they do not encourage employees to deliberately break the law, or it may be the case that some banks are simply too big and complex to manage effectively," Waters said in a statement.

Industry representatives were also upset. Camden Fine, president and CEO of the Independent Community Bankers of America, said the Wells case will likely result in more regulation and scrutiny by examiners – something that will affect institutions of all sizes, even those that don't engage in the same kind of behavior.

"While Wells Fargo has the luxury of throwing money at the problem to make it go away without its board or senior management being held accountable, the individuals and local institutions affected by its actions will continue to suffer for years to come," Fine said.

It is unclear whether any individual Wells executives will be held accountable.

Mike Feuer, the L.A. city attorney, is not pursuing criminal charges against any Wells employees, said a spokesman.

The CFPB and the OCC do not have criminal prosecutorial authority, but can refer actions to the Department of Justice, which does not comment on ongoing investigations.

The OCC has the authority to remove officers and directors, to issue cease-and-desist orders against individuals and to bar individuals from working in the industry. The OCC's removal and prohibition orders are public enforcement actions and none have been made so far in this case.

The job of repairing the damage falls to Mary Mack, the former chief executive officer of Wells Fargo Securities who took over in July as head of retail banking, replacing Carrie Tolstedt, who abruptly retired. Tolstedt, 56, had overseen the bank's retail operations, including its vast branch network, since 2007.

Wells took out full-page ads Friday in every major daily newspaper and regional newspapers "to project a sense of ownership and commitment to ensuring that we are taking care of our customers," said Oscar Suris, a Wells spokesman.

Christy Romero, the special inspector general for the Troubled Asset Relief Program, said it is tough to prosecute high-level executives, an issue that led to similar outrage after the financial crisis.

"We have found in our law enforcement actions that violations of the law do not intentionally rise up, so you have a very difficult time holding people accountable at the highest levels," Romero said in an interview Friday. "When people are talking about CEOs of the largest banks and why they didn't go to jail for the financial crisis, when CEOs of midsized and smaller banks did, it has to do with knowledge and intent."

Romero said better systems and procedures need to be in place so that violations of the law are discovered and reported to the highest levels.

“A company should know what is going on so if there are violations of the law happening at any level of the organization … it should rise up and be stopped,” she said. “Isn’t it high time that violations of the law become one of the standard areas that the company’s risk control officers are responsible for?” 

John Reosti contributed to this article.

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